UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 1995. Commission file number 2-95118
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
Minnesota 41-1507989
3800 West 80th Street - Suite 750
Minneapolis, Minnesota 55431
Registrant's telephone number (612) 896-3800
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
------------------- ------------------------
None None
Securities registered pursuant to Section 12(g) of the act: $19,173,000
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes _x_ No ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (229.405 of this chapter) is not contained herein, and will
not be contained to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this form 10-K. [ ]
The 8-K's filed October 6, 1989 and December 23, 1991 with an amendment dated
December 31, 1992 are incorporated by reference in Parts I, II, III, and IV of
this annual report on Form 10-K. Forms 8-K dated October 1, 1991 with an
amendment dated December 31, 1992 are also incorporated by reference in this
report.
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
TABLE OF CONTENTS
PART I
Item 1 Business............................................... 1
Item 2 Properties............................................. 1
Item 3 Legal Proceedings...................................... 2
Item 4 Submission of Matters to a Vote
of Limited Partners.................................... 2
PART II
Item 5 Market for the Partnership's Limited Partnership
Interests and Related Limited Partner Matters.......... 2
Item 6 Selected Financial Data................................ 3
Item 7 Management's Discussion and Analysis of
Financial Condition and Results of Operations.......... 4-7
Item 8 Financial Statements and Supplementary Data............ 8
Item 9 Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.................... 8
PART III
Item 10 The General Partner of the Partnership................. 8-9
Item 11 Management Remuneration and Transactions...............9-10
Item 12 Limited Partnership Ownership of Certain
Beneficial Owners and Management....................... 10
Item 13 Certain Relationships and Related
Transactions........................................... 11
PART IV
Item 14 Exhibits, Financial Statement Schedules
and Reports on Form 8-K................................ 11
SIGNATURES............................................................... 12
GRIFFIN REAL ESTATE FUND-V, A LIMITED PARTNERSHIP
PART I
Item 1. Business
The registrant, Griffin Real Estate Fund-V, A Limited Partnership (the
"Partnership"), was organized on January 31, 1985 under the laws of the State of
Minnesota and became effective on April 15, 1985. The Partnership was formed by
the General Partners, Griffin Equity Partners, A Minnesota Partnership and
Guardian Investment Corporation, A Minnesota Corporation, to acquire existing,
income-producing real properties for rental purposes. On March 5, 1985 the
Partnership commenced an offering of $15,000,000 pursuant to a Registration
Statement on Form S-11 under the Securities Act of 1933. The offering terminated
March 4, 1986 upon the acceptance of 38,346 units $19,173,000).
The Partnership is engaged solely in the business of real estate
investment. A presentation of information about industry segments is not
applicable and would not be material to an understanding of the Partnership's
business taken as a whole.
As of December 31, 1995 the Partnership has made the real property
investments set forth in the following table:
<TABLE>
<CAPTION>
Name, type of property Date of Type of
and location (a) Size Purchase Ownership (b)
---------------------- ---- -------- -------------
<S> <C> <C> <C>
1. Ravenwood Apartments (c) 192 units 4/30/85 Mortgage Note
Cincinnati, Ohio
2. Country Club Apartments 180 units 5/14/86 Mortgage Note
Anderson, South Carolina
3. Savannah Oaks Apartments 200 units 9/30/86 Mortgage Note
Marietta, Georgia
4. Desert Pines Apartments 272 units 2/02/87 Mortgage Note
Tucson, Arizona
</TABLE>
(a) Reference is made to Schedule III of this annual report.
(b) Reference is made to Note 3 of Notes to Financial Statements
filed with this annual report for the current outstanding
principal balances and a description of the long-term
indebtedness secured by the Partnership's real property
investments;
(c) The Partnership has a 70% interest in this property. The other
30% interest is owned by Griffin Real Estate Fund-IV, A
Limited Partnership.
The Partnership's real property investments are subject to competition
from similar types of properties in the vicinities in which they are located.
The Terms of Transactions between the Partnership and affiliates of the
General Partners are described in Item 11 to which reference is hereby made.
Item 2. Properties
The Partnership owns the real properties referred to in Item 1 to which
reference is hereby made.
Item 3. Legal Proceedings
On September 20, 1995 Everest Investors, LLC ("Everest") filed a
lawsuit against Griffin Equity Partners and Guardian Investment Corporation
("General Partner"), the general partner of Griffin Real Estate Fund V, A
Limited Partnership ("Partnership"). The lawsuit alleged that the General
Partner had wrongfully denied Everest access to the books and records of the
Partnership. The court granted, in part, Everest's request for access to the
books and records and ordered the General Partner to provide Everest access to
these records. The General Partner complied with this court order. Everest
continued to seek access to additional books and records of the Partnership
beyond the scope of the court order. The General Partner vigorously defended the
Partnership's right to keep its proprietary records from being reviewed by
Everest, who is not a limited partner of the Partnership.
The General Partner filed for a dismissal of the matter. The court
heard arguments on September 29, 1995, October 26, 1995 and November 17, 1995.
On November 27, 1995 the court dismissed Everest's lawsuit. Everest appealed the
dismissal on March 12, 1996 and a decision is pending.
Item 4. Submission of Matters to a Vote of Limited Partners
There were no matters submitted to a vote of the Limited Partners.
PART II
Item 5. Market for the Partnership's Limited Partnership Interests and
Related Limited Partner Matters
There are approximately 2,000 holders of record of units of the
Partnership. There is no public market for units and it is not anticipated that
a public market for units will develop. The General Partner will not redeem or
repurchase units except upon death of the original limited partner.
Reference is made to Item 6 in this annual report for a discussion of
cash distributions made to the Limited Partners.
Item 6. Selected Financial Data
Griffin Real Estate Fund-V, A Limited Partnership
For the Years Ended December 31, 1995, 1994, 1993, 1992, and 1991
<TABLE>
<CAPTION>
1995 1994 1993 1992 1991
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Total revenues (d) $ 4,412,009 $ 4,006,285 $ 3,773,002 $ 4,455,887 $ 5,506,379
Income (Loss) before
extraordinary item (127,619) 111,727 578,873 (1,855,501) (946,770)
Income (Loss) before
extraordinary item
per limited partner
unit (3.30) 2.89 14.96 (47.97) (24.47)
Extraordinary Item:
Loss on foreclosure
of property -- -- -- (207,500) (72,488)
Extraordinary item:
Gain (loss) on foreclosure of
property per limited
partner unit (c) -- -- -- (5.37) (1.88)
Net income (loss) (127,619) 111,727 578,873 (2,063,001) (1,019,258)
Net income (loss) per
limited partner
unit (c) (3.30) 2.89 14.96 (53.34) (26.35)
Total assets 15,201,548 15,453,497 15,555,146 14,847,349 24,010,988
Mortgage notes
payable 13,171,774 13,055,496 13,117,472 13,073,418 19,720,420
</TABLE>
(a) The above selected financial data should be read in conjunction with
the financial statements and the related notes appearing in Exhibit 1
in this annual report.
(b) Cash distributions of $50 per limited partnership unit have been made
to the Limited Partners since the inception of the Partnership. These
distributions have not resulted in taxable income to such Limited
Partners and have therefore represented a return of capital. Each
Partner's taxable income (or loss) from the Partnership in each year is
equal to his allocable share of the taxable income (loss) of the
Partnership, without regard to cash generated or distributed by the
Partnership. The Partnership's taxable income and tax losses (including
net income and losses from operations but not interest income earned on
cash reserves and investments) as well as profit or loss on the sale of
properties will constitute passive activity income and losses under the
1986 Act with respect to those taxpayers to which the passive activity
rules apply.
(c) The net loss and cash distribution per limited partnership unit are
based upon the weighted average number of limited partnership units
outstanding during the period.
(d) The 1992 figures reflect the foreclosure of Raleigh Forrest Apartments
and the sale of Kerrybrooke Apartments. The 1991 figures reflect the
foreclosure of Lantern Square Apartments.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
RESULTS OF OPERATIONS
Summary of Operations - 1995 Compared to 1994
Rental rates of the property portfolio increased an average of 5.2%.
Rental rate increases at individual properties ranged from the smallest increase
of 2.5% at Ravenwood Apartments to the largest of 7.1% at Savannah Oaks
Apartments. Occupancy average for the entire property portfolio remained
essentially stable at 95.2% and 95.5% for 1995 and 1994 respectively. Occupancy
at Country Club Apartments and Savannah Oaks Apartments remained steady in the
high 90% range. Desert Pines occupancy began to decline at year-end. The Tucson
market where Desert Pines Apartments is located weakened at the end of 1995
after strengthening during 1994 and early 1995. This change is attributable to
construction of new multi-family properties and competition from home purchases
as interest rates on home mortgage loans trended downward in the second half of
1995. Slightly lower occupancy is expected at Desert Pines Apartments in 1996.
Ravenwood Apartments occupancy declined in a generally weakening rental market
area. The overall rental market occupancy where Ravenwood Apartments is located
is at best in the mid to high 80% range.
Interest income declined approximately $13,600 as a result of no longer
receiving interest payments in 1995 on a $308,993 note receivable which was
collected in January 1995. The deferred revenue associated with this receivable
of $246,635 was recognized upon collection and is reflected in the 1995
Statement of Operations. As a result of increased rents and stable occupancy,
total revenue (excluding deferred revenue) increased approximately $159,100.
The total increase in interest expense was approximately $254,900.
Individually, interest expenses increased at all four properties. The Country
Club Apartments interest expense increased approximately $44,900. This increase
was a result of the interest rate increase on the prior mortgage whose rate
increased from 9.55% at the beginning of 1994 to 12.76% in 1995 until the
property debt was refinanced in October 1995 at a rate of 7.94%. Additional
details regarding the refinancing follow later in this discussion. In addition
to the interest rate increase, the interest expense includes approximately
$23,400 for the prepayment penalty associated with the pay-off of the prior
debt. The Desert Pines Apartment's interest expense increased approximately
$53,700. This was a result of increasing interest rates. The terms of the
mortgage debt include an adjustable interest rate feature. Rates increased from
a low of 6.2% at the beginning of 1994 to the highest rate of 8.73% in 1995.
Interest rates have begun to trend back down with an interest rate of 8.58% at
year-end. The Ravenwood Apartment's interest expense increased approximately
$34,900. This was a result of increasing interest rates. The terms of the
mortgage debt include an adjustable interest rate feature. The interest rate
increased from a low of 7.1% at the beginning of 1994 to a high of 9.48% in
1995. Interest rates have begun to trend back down with an interest rate of
9.16% after year-end. The Savannah Oaks Apartment's interest expense increased
approximately $121,400. This was a result of increased interest rates. The terms
of the mortgage debt note includes an annual adjustment in the interest rate. In
February of 1994, the annual interest rate was set at 7.3%. In February of 1995,
the annual interest rate increased to 11.26%. In June 1995, the debt was
restructured with the lender, and the interest rate was reset and fixed at 9.25%
for the remaining five years of the loan term.
The $238,000 recovery in 1994 of the property value provision
represents the recovery of the balance of the provision created in prior years.
The administrative expense increased approximately $33,400. This was a
result of professional fees paid of approximately $19,000 for the successful
protest of the Country Club Apartments and Savannah Oaks Apartments real estate
tax assessments. The balance of the increase is attributable to an increase in
legal fees relating to the failed first refinancing attempt of Country Club
Apartments, the legal proceedings against Everest Investors, LLC as discussed in
Item 3 to which reference is hereby made, and other miscellaneous legal fees
incurred throughout the year.
The increase in bad debt expense of approximately $45,500 is
attributable to two factors. In total, uncollectible rents at all of the
properties increased by approximately $15,500. The balance of $30,000 is
attributable to the write-off of two $15,000 notes receivable arising from the
disposition of Kerrybrooke Apartments in 1992 which were deemed uncollectible in
1995.
Although revenue increased by approximately $159,100 (excluding the
recognition of deferred revenue), the increase in operating expenses excluding
the valuation adjustment provision and depreciation and amortization (all
non-cash items) of approximately $407,100, the majority of which was interest
expense, resulted in a decline in income of approximately $248,000. However, as
a result of the collection of the note receivable, Partnership total cash
increased by approximately $194,400.
On October 24, 1995, the Partnership replaced the Country Club
Apartments mortgage debt. The terms of the new $3,245,000 loan include a fixed
rate of interest at 7.94% for the ten year term of the loan. The new financing
provided funds to retire the $3,056,000 prior debt, cover the approximate
$118,000 cost of placing the new loan, and provided $71,000 for property
improvements. As a condition of the loan, the lender required that $126,000 be
expended on property improvements. These funds have been escrowed with the
lender.
Summary of Operations - 1994 Compared to 1993
Rental rates of the property portfolio increased an average of 4.7%.
Total portfolio occupancy averaged increases from 95.3% to 95.5%. Interest
income increased as a result of the interest rate increases associated with the
$308,000 note receivable. As a result of increasing rental rates, increasing
occupancy, and increased interest income, total revenue increased by
approximately $233,300.
Excluding the property value provision reductions of $238,000 and
$831,000 in 1994 and 1993 respectively, operating expenses increased by
approximately $107,400. The majority of this increase is attributable to an
approximate $40,400 increase in real estate taxes expense and an approximate
$71,500 increase in repair and maintenance expense.
The $40,400 increase in real estate tax expense was a result of
assessment increases and the associated increase in real estate taxes at Country
Club Apartments of approximately $29,800 and Savannah Oaks Apartments of
approximately $15,400.
The $71,500 increase in repair and maintenance expense was a result of
an increase in repair and maintenance expenses at Desert Pines Apartments of
approximately $55,400 which were incurred for extraordinary roof repairs and
underground plumbing leaks. In addition, the repair and maintenance expenses at
Ravenwood Apartments increased $37,900 as a result of extra expenditures arising
from requirements of the property refinancing which occurred in December of
1993.
As a result of increased revenue, and a moderate increase in operating
expenses (including the valuation provision changes) income from operations
increased approximately $125,900.
LIQUIDITY
The Partnership has approximately $501,300 of cash reserves on hand at
December 31, 1995. This should provide the Partnership with ample liquidity with
which to operate the Partnership and provide funds for capital improvements to
the properties in the near term and into the future.
No distributions were made in 1995. Future distributions will depend on
the cash flow from property operations.
Although there can be no assurance that a sale will ultimately be
completed, the partnership intends on selling its share of Ravenwood Apartments
during 1996. Upon a successful completion of a sale, the proceeds will be
distributed. The partnership has no other plans for property sales in the near
term.
OCCUPANCY TABLE
Approximate occupancy levels of the Partnership's investment property by
quarter.
Country Club Desert Pines Savannah Oaks Ravenwood
Apartments Apartments Apartments Apartments
Anderson, SC Tucson, AZ Marietta, GA Cincinnati, OH
------------ ---------- ------------ --------------
3/31/95 97% 99% 97% 86%
6/30/95 98% 95% 99% 91%
9/30/95 98% 96% 99% 91%
12/31/95 99% 95% 97% 86%
3/31/94 93% 98% 100% 91%
6/30/94 98% 95% 95% 92%
9/30/94 98% 96% 99% 90%
12/31/94 98% 96% 99% 90%
3/31/93 98% 96% 94% 92%
6/30/93 99% 92% 92% 96%
9/30/93 99% 96% 96% 94%
12/31/93 96% 97% 97% 90%
3/31/92 98% 93% 93% 92%
6/30/92 99% 83% 94% 91%
9/30/92 99% 90% 96% 96%
12/31/92 98% 94% 96% 96%
3/31/91 92% 90% 89% 96%
6/30/91 97% 90% 91% 97%
9/30/91 99% 93% 96% 97%
12/31/91 93% 91% 96% 93%
OCCUPANCY TABLE
(Continued)
Approximate occupancy levels of the Partnership's investment property by
quarter.
Raleigh Forest Kerrybrooke Lantern Square
Apartments Apartments Apartments
Memphis, TN Kansas City, MO Memphis, TN
----------- --------------- -----------
3/31/95 * * *
6/30/95 * * *
9/30/95 * * *
12/31/95 * * *
3/31/94 * * *
6/30/94 * * *
9/30/94 * * *
12/31/94 * * *
3/31/93 * * *
6/30/93 * * *
9/30/93 * * *
12/31/93 * * *
3/31/92 92% 78% *
6/30/92 81% * *
9/30/92 * * *
12/31/92 * * *
3/31/91 85% 84% 92%
6/30/91 85% 79% 90%
9/30/91 96% 84% 89%
12/31/91 93% 83% *
* Indicates the Partnership did not own the property at the end of the quarter.
Item 8. Financial Statements and Supplementary Data
The Table of Contents to Financial Statements, Financial Statements and
Supplementary Data listed in Item 14 are referenced herein as included in the
exhibits attached to this report and are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
There have been no changes in independent auditors and as of the date
of the filing, there were no material disagreements with the current independent
auditors (Larson, Allen, Weishair & Co., LLP) regarding any of the following:
1) Accounting principles or practices
2) Extent and quality of financial statement disclosure
3) Auditing scope or procedures
PART III
Item 10. The General Partner of the Partnership
The General Partners of the Partnership are Griffin Equity Partners, a
Minnesota general partnership formed in October of 1984 by the owners of Griffin
Companies to act, along with Guardian Investment Corporation, a Minnesota
corporation and a wholly owned subsidiary of Griffin Companies ("General
Partner"), as the General Partner for various limited partnerships sponsored by
Griffin Companies. As General Partner, Griffin Equity Partners and Guardian
Investment Corporation manage and control the affairs of the Partnership and
have general responsibility and authority in all matters affecting its business.
Griffin Companies, A Minnesota Corporation organized in 1969, and its
affiliates are engaged in real estate brokerage, real estate investment
counseling, and management of commercial and multi-family real estate. Griffin
Companies and its Affiliates have organized and served as general partners in
thirty-two privately placed partnerships and six publicly offered partnerships,
which were formed for the purpose of real estate investment.
The General Partner and its Affiliates provide executive, supervisory
and certain administrative services for the Partnership's operations and the
General Partners are responsible for determining whether, when and on what terms
properties should be sold or refinanced. In addition, the books and records of
the Partnership are maintained by Griffin Companies, and are subject to audit by
independent certified public accountants. The principals of the General Partner
intend to devote only as much of their time to the business of the Partnership
as they determine to be reasonably required. Limited Partners have no right to
participate in the management of the Partnership.
The identity and business experience of each of the partners of the
General Partner is as follows:
Larry D. Fransen (age 55) founded Griffin Companies in 1969. He is a
Director and senior officer of each of its operating entities, in addition to
serving as Chairman.
Since 1969, he has acted as general partner in many partnerships
investing in apartments, office buildings, warehouses, land and motels.
Acting on behalf of Griffin Companies' clients, Mr. Fransen has
negotiated the acquisition and disposition of more than one billion dollars in
investment real estate properties nationwide.
He is a member of numerous professional organizations, including the
Greater Minneapolis Area Board of Realtors, the Minnesota Association of
Realtors, the National Association of Realtors (NAR), Minnesota Multi Housing
Association (MHA), National MultiHousing Council (NMHC), the National Apartment
Association (NAA), Commercial and Investment Institute, National Association of
Real Estate Investment Trusts (NAREIT), and the Pension Real Estate Association
(PREA).
Mr. Fransen holds the CCIM (Certified Commercial Investment Member)
designation of the Commercial Investment Institute, as well as the SRS
(Specialist in Real Estate Securities) designation. For 13 years, he was an
instructor for the Commercial Investment Institute and served as the group's
national president in 1983. He has been awarded the Omega Tau Rho Medal of
Service for his years of service to the National Association of Realtors.
Robert S. Dunbar (56) is Chief Executive Officer of Griffin Companies.
Following several years with Control Data Corporation where he held
various administrative and management positions, he was named Executive Vice
President of the U.S. Jaycees in 1970, with responsibility for planning,
budgeting and administration of the national organization. In 1972, he joined
Ed. Phillips & Sons Company in Minneapolis, Minnesota as a sales manager. In
1975 he was elected President of Westland Capital Corporation, a Minneapolis
venture capital firm, where he was responsible for analyzing various companies
for potential investment opportunities. He joined Griffin Companies in 1977.
Mr. Dunbar is a member of the Institute of Real Estate Management
(IREM) and the Minnesota Multi Housing Association (MHA). He holds the Certified
Apartment Manager (CAM) designation of the National Apartment Association and is
a Certified Property Manager (CPM) as designated by the National Association of
Realtors. Mr. Dunbar also holds a Minnesota Real Estate Broker's License and has
completed the necessary course work for their prestigious Certified Commercial
Investment Member (CCIM) designation conferred by the Commercial Investment
Institute. He is a member of the national MultiHousing Council and The Executive
Committee (T.E.C.). He also serves on the Board of Trustees of Northwestern
College.
Messrs. Fransen and Dunbar together own 100% of the issued and
outstanding shares of common stock of Griffin Companies. The principals of the
General Partners represent and warrant that they have a collective personal net
worth on an unaudited cost basis and on an unaudited estimated current value
basis (measured as total assets at estimated current value less all liabilities)
in excess of $1,500,000. The assets of the principals of the General Partners
are largely invested in interests in real property and in Griffin Companies
Therefore, it may be difficult to precisely value such assets or to liquidate
such assets expeditiously or on terms favorable to the seller.
Item 11. Management Remuneration and Transactions
Principals of the General Partner receive no current or proposed direct
remuneration in such capacity. The Partnership is required to pay a management
fee to Griffin Companies and the General Partner is entitled to receive a share
of cash distributions, when and as cash distributions are made to the Limited
Partners, and a share of profits or losses as described below:
* Profits, losses, other than from refinancing or from the sale
of Partnership properties, are allocated 99% to the limited
partners and 1% to the General Partner.
* Cash flow distributions, other than from refinancing or from
the sale of Partnership properties, are allocated 95% to the
limited partners and 5% to the General Partner.
* Net proceeds from refinancing or from the sale of property
other than upon liquidation, less any necessary liability
reserves or debt payments, will be distributed in the
following order subject to the General Partners receiving at
least 1% of the distributions:
** First, to the limited partners to the extent that
prior distributions are less than the original
capital contribution plus 6% per annum (as defined in
the Partnership Agreement);
** Second, any unpaid real estate commissions due to the
General Partner on the resale of the Partnership
properties;
** Third, any remaining balance, 85% to the limited
partners and 15% to the General Partner.
The Partnership is entitled to engage in various transactions involving
affiliates of the General Partner of the Partnership.
Griffin Companies ("Griffin"), an affiliate of the General Partner, may
be reimbursed for direct expenses relating to the administration of the
Partnership and operation of the Partnership real property investments. Griffin
received approximately $18,504, $16,797 and $8,587 in 1995, 1994 and 1993
respectively, for these expenses.
Reference is made to Note 6 of Notes to Financial Statements appearing
elsewhere in this annual report for a description of related party transactions.
Item 12. Limited Partnership Ownership of Certain Beneficial Owners and
Management
No person or any "group" is known by the Partnership to own
beneficially more than 5% of the outstanding units of the Partnership.
The individual principals of the General Partner as a group have the
following interest in the Partnership:
Amount and Nature Percent of Class
of Beneficial Outstanding at
Title of Class Ownership December 31, 1995
-------------- --------- -----------------
Limited Partnership Units 100 units purchased at .3%
$500 per unit
No principal of the General Partner possesses a right to acquire
beneficial ownership of interest of the Partnership.
There exists no arrangement, known to the Partnership, the operation of
which may at subsequent date result in a change in control of the Partnership.
Item 13. Certain Relationships and Related Transactions
The partners of Griffin Equity Partners, and the shareholder of
Guardian Investment Corporation, the General Partner of the Partnership, are
also owners and employees of Griffin Companies, a Minnesota Corporation.
Accounts payable - affiliates consists of unpaid management fees to and advances
from Griffin Companies The following is a summary of approximate fees incurred
for the years ended December 31:
1995 1994 1993
-------- -------- --------
Property management fees $222,740 $212,246 $196,045
Major improvement
supervisory fees 78,018 76,680 33,166
On April 26, 1985, Griffin Real Estate Fund-V entered into a joint
venture with Griffin Real Estate Fund-IV for the purpose of purchasing Ravenwood
Apartments, with Griffin Real Estate Fund-V designated as the managing partner.
Griffin Real Estate FundIV contributed $330,000 (30%) and Griffin Real Estate
Fund-V contributed $770,000 (70%) to the venture. All allocations of cash flow,
tax consequences, expenses, and future contributions are to be in the ratio of
30% to 70%. There are no remunerations between Griffin Real Estate Fund-IV and
Griffin Real Estate Fund-V in relation to the Ravenwood Joint Venture.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
The following documents are filed as part of this report:
Exhibit 13: Financial Statements and Schedules.
Exhibit 27: Financial Data Schedule.
An 8-K was filed on October 15, 1992, with an amendment dated December
31, 1992 regarding the disposition of Raleigh Forrest Apartments.
No annual report or proxy material for the fiscal year 1995 has been
sent to the Partners of the Partnership. An annual report will be sent to the
Partners subsequent to this filing substantially similar to this form 10K.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Dated: March 25, 1996 Griffin Real Estate Fund-V,
A Limited Partnership
By: /s/ Larry Fransen
Larry Fransen
for the General Partner
Griffin Equity Partners
Pursuant to the requirements of the Securities and Exchange Act of 1934, this
Report has been signed below by the following person on behalf of the Registrant
and in the capacity and on the date indicated.
Dated: March 25, 1996 By: /s/ Larry Fransen
Larry Fransen
Managing General Partner
of the General Partner
Griffin Equity Partners
EXHIBIT 13
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
INCLUDED IN ANNUAL REPORT (FORM 10-K)
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
TABLE OF CONTENTS
Page
Independent Auditor's Report.............................................. 1
Balance Sheets, December 31, 1995 and 1994................................ 2
Statements of Operations for the Years Ended
December 31, 1995, 1994 and 1993.......................................... 3
Statements of Cash Flows for the Years
Ended December 31, 1995, 1994 and 1993.................................... 4
Statements of Changes in Partners' Equity (Deficit)
for the Years Ended December 31, 1995, 1994 and 1993...................... 5
Notes to Financial Statements............................................. 6-11
Financial Statement Schedules............................................. 12
III Real Estate and Accumulated Depreciation,
December 31, 1995........................................... 12
All schedules other than those indicated in the Table of Contents have
been omitted as the required information is inapplicable or the
information is presented in the financial statements or related notes.
<PAGE>
INDEPENDENT AUDITOR'S REPORT
Griffin Real Estate Fund-V,
A Limited Partnership
Minneapolis, Minnesota
We have audited the accompanying balance sheets of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1995 and 1994, and the related
statements of operations, changes in partners' equity (deficit), and cash flows
for each of the years in the three-year period ended December 31, 1995. Our
audits also included the financial statement schedules listed in the table of
contents at Exhibit I. These financial statements and financial statement
schedules are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
resonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statments. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Griffin Real Estate Fund-V, A
Limited Partnership, as of December 31, 1995 and 1994, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 1995 in conformity with generally accepted accounting
principles. Also, in our opinion, the financial statement schedules, when
considered in relation to the basic financial statements taken as a whole,
present fairly in all material respects the information set forth therein.
LARSON, ALLEN, WEISHAIR & CO., LLP
Minneapolis, Minnesota
March 11, 1996
-1-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
1995 1994
------------ ------------
ASSETS
Cash and cash equivalents $ 501,306 $ 306,890
Escrow deposits 266,823 148,551
Receivables and other assets 43,091 42,028
Notes receivable -- 338,993
------------ ------------
Total 811,220 836,462
------------ ------------
PROPERTY AND EQUIPMENT:
Land 3,046,000 3,046,000
Buildings and improvements 17,088,531 16,691,679
Furniture and equipment 1,587,926 1,587,926
------------ ------------
Total 21,722,457 21,325,605
Less accumulated depreciation 7,594,027 6,880,418
------------ ------------
Property and equipment - net 14,128,430 14,445,187
------------ ------------
Deferred expenses (net of accumulated
amortization - 1995, $170,189;
1993, $136,225) 261,898 171,848
------------ ------------
TOTAL ASSETS $ 15,201,548 $ 15,453,497
============ ============
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
LIABILITIES:
Accounts payable:
Affiliate $ 23,438 $ 23,644
Other 88,828 107,713
Security deposits 117,687 112,512
Deferred revenue -- 246,635
Accrued expenses:
Real estate taxes 97,737 101,670
Interest 79,716 55,840
Mortgage notes payable 13,171,774 13,055,496
------------ ------------
TOTAL LIABILITIES 13,579,180 13,703,510
------------ ------------
PARTNERS' EQUITY (DEFICIT):
General Partner (208,891) (207,615)
Limited Partners 1,831,259 1,957,602
------------ ------------
Total Partners' Equity (Deficit) 1,622,368 1,749,987
------------ ------------
TOTAL LIABILITIES AND PARTNERS'
EQUITY (DEFICIT) $ 15,201,548 $ 15,453,497
============ ============
See Notes to Financial Statements
-2-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
1995 1994 1993
----------- ----------- -----------
REVENUES:
Rent (less vacancies:
1995, $183,893; 1994, $174,401;
1993, $199,277) $ 4,042,288 $ 3,841,246 $ 3,637,069
Interest 32,823 46,417 27,431
Recognition of deferred revenue 246,635 -- --
Other 90,263 118,622 108,502
----------- ----------- -----------
Total Revenues 4,412,009 4,006,285 3,773,002
----------- ----------- -----------
EXPENSES:
Interest 1,307,610 1,052,718 1,097,061
Depreciation and amortization 747,572 717,988 711,548
Property valuation benefit -- (238,000) (831,000)
Real estate taxes 265,812 286,833 246,443
Repairs and maintenance 670,600 650,585 579,070
Utilities 374,635 342,870 315,649
Salaries and employee benefits 606,840 574,465 542,889
Management fees:
Related parties 222,740 212,246 196,045
Administrative 181,500 148,142 143,815
Insurance 94,854 115,771 157,593
Bad debts 64,025 18,569 23,169
Other 3,440 12,371 11,847
----------- ----------- -----------
Total expenses 4,539,628 3,894,558 3,194,129
----------- ----------- -----------
NET INCOME (LOSS) $ (127,619) $ 111,727 $ 578,873
=========== =========== ===========
NET INCOME (LOSS) ALLOCATED
TO GENERAL PARTNERS $ (1,276) $ 1,117 $ 5,789
=========== =========== ===========
NET INCOME (LOSS) ALLOCATED
TO LIMITED PARTNERS $ (126,343) $ 110,610 $ 573,084
=========== =========== ===========
PER UNIT:
NET INCOME (LOSS) $ (3.30) $ 2.89 $ 14.96
=========== =========== ===========
See Notes to Financial Statements
-3-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------- ----------- -----------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (127,619) $ 111,727 $ 578,873
Adjustments to reconcile net
income (loss) to net cash
provided by operating
activities:
Recognition of
deferred revenue (246,635) -- --
Depreciation and
amortization 747,572 717,988 711,548
Note receivable amortization (1,473) (11,698) (22,670)
Reduction in property valuation
provision -- (238,000) (831,000)
Write-off of note receivables (30,000) -- --
Decrease (increase) in:
Escrow deposits 70,728 163,689 (115,200)
Receivables and other assets (1,063) (13,431) 18,150
Increase (decrease) in:
Accounts payable (19,091) (84,593) 96,872
Security deposits 5,175 9,574 4,643
Accrued expenses 19,944 (18,712) (16,645)
----------- ----------- -----------
Net cash provided by
operating activities 477,538 636,544 424,571
----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property (396,852) (525,602) (224,103)
Proceeds from Note Receivable 310,466 -- --
----------- ----------- -----------
Net cash used by
investing activities (86,386) (525,602) (224,103)
----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments of finance fees (124,014) -- (92,007)
Principal payments on mortgage
notes payable (72,722) (61,976) (49,326)
Redemption of Partnership Units -- (9,304) --
----------- ----------- -----------
Net cash used by
financing activities (196,736) (71,280) (141,333)
----------- ----------- -----------
INCREASE IN CASH 194,416 39,662 59,135
CASH AND CASH EQUIVALENTS
- BEGINNING OF YEAR 306,890 267,228 208,093
----------- ----------- -----------
CASH AND CASH EQUIVALENTS
- END OF YEAR $ 501,306 $ 306,890 $ 267,228
=========== =========== ===========
CASH PAID FOR INTEREST $ 1,283,734 $ 1,036,489 $ 1,122,213
=========== =========== ===========
SUMMARY OF NON-CASH TRANSACTIONS:
Proceeds from refinancing of
mortgage note 3,245,000 -- 2,173,850
Payoff of mortgage note (3,056,000) -- (2,080,470)
Loan proceeds paid to
fund escrows (189,000) -- (93,380)
----------- ----------- -----------
$ -- -- --
=========== =========== ===========
Discount on note receivable $ -- $ 48,365 $ --
Adjustment of deferred revenue -- (48,365) --
----------- ----------- -----------
$ -- $ 0 $ --
=========== =========== ===========
</TABLE>
See Notes to Financial Statements
-4-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
GENERAL LIMITED
PARTNERS' PARTNERS'
EQUITY EQUITY
(DEFICIT) (DEFICIT) TOTAL
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1992 $ (214,521) $ 1,283,212 $ 1,068,691
NET INCOME 5,789 573,084 578,873
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1993 (208,732) 1,856,296 1,647,564
NET INCOME 1,117 110,610 111,727
REDEMPTION OF TWENTY
PARTNERSHIP UNITS -- (9,304) (9,304)
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1994 (207,615) 1,957,602 1,749,987
Net Loss (1,276) (126,343) (127,619)
----------- ----------- -----------
PARTNERS' EQUITY (DEFICIT)
DECEMBER 31, 1995 $ (208,891) $ 1,831,259 $ 1,622,368
=========== =========== ===========
See Notes to Financial Statements
-5-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of the Partnership - Griffin Real Estate Fund-V, A Limited
Partnership (the Partnership), was organized under the laws of the
State of Minnesota. The limited partnership offering terminated on
March 4, 1986, at which time 38,346 units had been sold at a cost of
$500 per unit. At December 31, 1995 there are 38,346 limited
partnership units authorized and 38,276 limited partnership units
outstanding.
Sale of Property - The Partnership listed its share of Ravenwood
Apartments for sale during 1995.
Statements of Cash Flows - For the purpose of the statements of cash
flows, the Partnership considers all highly liquid debt instruments
with an original maturity of three months or less to be cash
equivalents. Cash and cash equivalents of $501,306 and $306,890 at
December 31, 1995 and 1994 respectively, consist of bank deposits and
government money market portfolios with banks and are recorded at cost
which approximates market value. The Partnership places its temporary
cash investments with high credit quality financial institutions. At
times such investments may be in excess of the FDIC insurance limit.
Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements. Estimates also
affect the reported amounts of revenue and expense during the reported
period. Actual results could differ from those estimates.
Financial Instruments - The carrying amounts for all financial
instruments approximates fair value. The carrying amounts for cash,
receivables, accounts payable and accrued liabilities, and loans
payable approximate fair value because of the short maturity of these
instruments. The fair value of long-term debt approximates the current
rates at which the Partnership could borrow funds with similar
remaining maturities.
Properties and Depreciation - Properties are stated at cost including
capitalized acquisition fees and are depreciated using a straight-line
method over the estimated useful lives of the related assets
(buildings, 25 years; land improvements, 10-15 years; furnishings and
equipment, 5 years). For income tax purposes, the Partnership
depreciates the buildings over 15 to 19 years using the Accelerated
Cost Recovery System. Building improvements made subsequent to January
1, 1987 are depreciated over 27.5 years using the Modified Cost
Recovery System for tax purposes.
Escrow Deposits - The escrow deposits consist of funds held for future
payment of real estate taxes, insurance premiums and replacement
reserves for major expenditures.
Leases - Apartment leases are generally renewable on a six month to one
year basis.
Deferred Expenses - These are primarily financing costs and are
amortized over the term of the related debt on a straight-line basis.
Offering Costs - Expenses incurred in connection with the registration
and offering of the partnership units syndication costs, including
selling commissions and advertising, are recorded as a reduction of
Partners' Equity. Such costs are not deductible for income tax purposes
by the Partnership nor its partners.
-6-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
Income Taxes - The financial statements of the Partnership do not
include a provision for income taxes as the income and losses of the
Partnership are allocated to the individual partners for inclusion in
their income tax returns.
Net Income (Loss) Per Limited Partnership Unit - The net income (loss)
per limited partnership unit is computed by dividing the net income
(loss) allocated to limited partners by the weighted average number of
limited partnership units outstanding during the year.
Recently Issued Accounting Standards - The Financial Accounting
Standards Board ("FASB") issued Statement No. 121, Accounting for the
Impairment of Long Lived Assets, which requires the recognition of
impairments on long lived assets in the statement of operations. This
statement is effective for years beginning after December 15, 1995.
This SFAS has been applied by the Partnership as disclosed in Note 5 to
the financial statements.
2. ORGANIZATION
The Partnership was formed by the General Partner, Griffin Equity
Partners, a Minnesota Partnership, and Guardian Investment Corporation,
a Minnesota Corporation, to acquire existing, income-producing real
properties for rental purposes. The General Partner is not required to
make any capital contributions to the Partnership.
The Limited Partnership Agreement and Certificate of Limited
Partnership (Partnership Agreement) contains certain provisions, among
others, described as follows:
* The management and general responsibility of operating the
Partnership business shall be vested exclusively in the
General Partner.
* Profits and losses, other than from refinancing or from the
sale of Partnership properties, are allocated 99% to the
limited partners and 1% to the General Partner.
* Cash flow distributions, other than from refinancing or from
the sale of Partnership properties, are allocated 95% to the
limited partners and 5% to the General Partner.
* Net proceeds from refinancing or from the sale of property
other than upon liquidation, less any necessary liability
reserves or debt payments, will be distributed in the
following order subject to the General Partner receiving at
least 1% of the distributions:
** First, to the limited partners to the extent that
prior distributions are less than the original
capital contribution plus 6% per annum (as defined in
the Partnership Agreement);
** Second, any unpaid real estate commissions due to the
General Partner on the resale of the Partnership
properties;
** Third, any remaining balance, 85% to the limited
partners and 15% to the General Partner.
* The Partnership will terminate on December 31, 2025 or earlier
upon the sale of substantially all of the properties or the
occurrence of certain other events as stated in the
Partnership Agreement.
-7-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
3. MORTGAGE NOTES PAYABLE
Mortgage notes payable consist of the following at December 31:
<TABLE>
<CAPTION>
1995 1994
----------- -----------
<S> <C> <C>
Mortgage note (Country Club Apartments)
monthly installments including interest at
7.936%, due November 1, 2005 $ 3,241,552 $ --
Mortgage Note (Country Club Apartments)
monthly installments including interest
(11.45% at December 31, 1994), due May 1996 -- 3,056,000
Mortgage note (Savannah Oaks Apartments)
monthly installments including interest at
9.25%, due February 15, 2000 4,344,294 4,363,252
Mortgage note (Desert Pines Apartments),
varying monthly installments including interest
at 8.58% to a market rate determined with
reference to a Treasury Bill rate, due
October 1998 3,445,827 3,480,567
Mortgage Note (Ravenwood Apartments)
monthly installments including interest at
9.475%, due January 2004
The Partnership's share of the debt
is 70% (See note 9) 2,140,101 2,155,677
----------- -----------
Total mortgage notes payable $13,171,774 $13,055,496
=========== ===========
</TABLE>
All property is pledged as collateral to the mortgage notes payable.
Future principal maturities are as follows:
1996 $ 144,666
1997 157,827
1998 3,500,342
1999 141,269
2000 4,203,844
Later 5,023,826
-----------
Total $13,171,774
On October 24, 1995, the Partnership refinanced Country Club
Apartments. The loan amount is $3,245,000 requiring monthly
installments of principal and interest of $24,908 beginning December 1,
1995, with payments based on a fixed interest rate of 7.936% until it
matures on November 1, 2005. This loan is subject to a yield
maintenence prepayment penalty with a minimum 1% prepayment penalty
until the final 90 days of the loan, at which time there is no penalty.
During January 1993, the Savannah Oaks mortgage note was modified for
the second time to a floating rate basis adjusted annually on February
15, with interest only payments until maturity. The maturity date of
February 2003 was not modified. Also, all cash flow after payment of
normal operating expenses and debt service were placed in an escrow
account for future capital improvements.
On June 16, 1995 the Savannah Oaks Mortgage note was modified for the
third time to allow interest only payments of $40,951 at 11.2625%
through July 15, 1995 at which time the interest rate was changed to
9.25%. On August 15, 1995, a new monthly payment of principal and
interest of $37,367 began and continues to the new maturity date of
February 15, 2000.
-8-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
On December 9, 1993, the Partnership refinanced Ravenwood Apartments.
The loan amount is $3,105,500 requiring monthly installments of
principal and interest of $20,870 beginning February 1, 1994 with
possible interest rate adjustments every six months limited to 1% per
adjustment date, due 2004. Prepayment of the note is subject to a
prepayment premium of 1%-3% if prepaid during the first three years. No
prepayment premium is assessed in years thereafter. (The Partnership
share of the debt is 70% - see note 9).
All of the above debt is non-recourse to the individual partners.
4. FORECLOSURE
In September 1991, a foreclosure action in relation to Lantern Square
Apartments was commenced against the Partnership by the second mortgage
holder. An agreement was reached whereby the Partnership transferred
title to the property and was relieved of all liabilities related to
the property. In addition, the Partnership received a note receivable
from the second mortgage holder for $354,000 secured by a mortgage on
the property. This mortgage was subject to the first mortgage on the
property and a possible $160,000 mortgage note for major improvement
work. The note called for interest to accrue at 2% from October 1, 1991
through October 1, 1993, with such interest to be added to the
principal balance. Thereafter, the Partnership was to receive monthly
interest only payments at varying rates until the note matured on June
20, 1995. This note was discounted at December 31, 1994 and 1993 to
$246,635 and $295,000, respectively, to reflect prevailing market
interest rates. Amortization of $1,473, $11,698 and $22,670 was
included in interest income at December 31, 1995, 1994 and 1993
respectively. The foreclosure resulted in $295,000 of deferred revenue
and an extraordinary loss of $72,488.
During January, 1995, the Partnership received payment on this note
receivable. Due to the note repayment prior to the maturity date, a
discount of $48,365 was given. The note receivable balance and the
related deferred revenue at December 31, 1994 reflects this discount.
Deferred revenue in the amount of $246,635 has been recognized in 1995.
5. VALUATION ALLOWANCE
As of December 31, 1995 and 1994, no valuation allowance has been
recorded on any of the Partnership's real property investments.
Property valuation benefits of $238,000 and $831,000 were recorded at
December 31, 1994 and 1993, respectively, related to management's
reduction of the allowance. The valuation allowance is the difference
between the net book value of the property and an estimated sales value
(net of sales costs). Upon analysis, no allowance was considered
necessary at December 31, 1995 and 1994.
6. RELATED PARTY TRANSACTIONS
The partners of Griffin Equity Partners and the shareholder of Guardian
Investment Corporation, the general partners of the Partnership, are
also owners and employees of Griffin Companies, a Minnesota
corporation. Accounts payable - affiliates consists of unpaid
management fees to and advances from Griffin Companies. The following
is a summary of approximate fees incurred for the years ended December
31:
1995 1994 1993
-------- -------- --------
Property management fees $222,740 $212,246 $196,045
Major improvement
supervisory fees 78,018 76,680 33,166
-9-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
7. PARTNERS' EQUITY RECONCILIATION
<TABLE>
<CAPTION>
1995 1994 1993
----------- ----------- -----------
<S> <C> <C> <C>
Equity per financial statements $ 1,622,368 $ 1,749,987 $ 1,647,564
Cumulative excess of tax
depreciation over financial
statement depreciation (2,338,483) (2,313,897) (2,243,947)
Property valuation allowance
recognized for financial
statement purposes -- -- 238,000
Additional interest income on
note receivable for financial
statement purposes -- (33,323) (21,625)
Interest income not recorded
for tax purposes -- (14,811) (14,811)
Accrued real estate taxes not
deducted for tax purposes 25,531 23,086 91,759
Prepaid rent recognized as
income for tax purposes 12,038 10,910 16,674
----------- ----------- -----------
Equity per tax return $ (678,546) $ (578,048) $ (286,386)
=========== =========== ===========
</TABLE>
8. TAXABLE LOSS
The net income (loss) shown on the financial statements is reconciled
to the taxable loss as follows:
<TABLE>
<CAPTION>
1995 1994 1993
--------- --------- ---------
<S> <C> <C> <C>
Net income (loss) per
financial statements $(127,619) $ 111,727 $ 578,873
Property valuation
benefit recorded -- (238,000) (831,000)
Tax depreciation in excess of
financial statement
depreciation (24,586) (69,949) (131,142)
Accrued real estate taxes not
deducted for tax purposes 25,531 23,086 --
Tax deduction for real estate
taxes in excess of financial
statement expense (23,086) (91,758) (36,345)
Additional interest income on
note receivable for tax purposes 48,198 -- --
Additional interest income on
note receivable for financial
statement purposes -- (11,698) (8,510)
Interest income not recorded
for tax purposes -- -- (14,811)
Other 1,064 (5,766) 430
--------- --------- ---------
Taxable loss $(100,498) $(282,358) $(442,505)
========= ========= =========
</TABLE>
-10-
<PAGE>
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995, 1994 AND 1993
9. JOINT VENTURE
On April 26, 1985, Griffin Real Estate Fund-V entered into a joint
venture with Griffin Real Estate Fund-IV for the purpose of purchasing
Ravenwood Apartments, with Griffin Real Estate Fund-V designated as the
managing partner. Griffin Real Estate Fund-IV contributed $330,000
(30%) and Griffin Real Estate Fund-V contributed $770,000 (70%) to the
venture. All allocations of cash flow, tax consequences, expenses, and
future contributions are to be in the ratio of 30% to 70%.
Summarized financial information for the Ravenwood Joint Venture for
the years ended December 31,:
<TABLE>
<CAPTION>
1995 1994 1993
----------- ----------- -----------
<S> <C> <C> <C>
Balance Sheet-
Property and equipment - net $ 2,587,018 $ 2,721,963 $ 2,831,873
Other Assets 259,306 293,503 343,718
----------- ----------- -----------
Total Assets $ 2,846,324 $ 3,015,466 $ 3,175,591
=========== =========== ===========
Mortgage notes payable $ 3,057,287 $ 3,079,538 $ 3,105,500
Other liabilities 142,275 120,178 189,821
Partners' deficit (353,238) (184,250) (119,730)
----------- ----------- -----------
Total Liabilities and
Partners' Deficit $ 2,846,324 $ 3,015,466 $ 3,175,591
=========== =========== ===========
Statements of Operations
Operating revenues $ 908,746 $ 933,863 $ 905,292
Operating expenses 1,077,734 998,383 962,033
----------- ----------- -----------
Net Loss $ (168,988) $ (64,520) $ (56,741)
=========== =========== ===========
</TABLE>
The Partnership accounts for its 70% interest in the joint venture by
including its 70% share of the joint venture assets, liabilities and
operations in the Partnership financial statements. Such pro rate
accounting is appropriate since the controlling majority of each of the
general partners of the joint venture owners consists of the same
individuals.
-11-
<PAGE>
SCHEDULE III
GRIFFIN REAL ESTATE FUND-V,
A LIMITED PARTNERSHIP
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Costs
Capitalized
Subsequent
Initial Cost to to Gross Amount at Which Carried
Partnership (a) Acquisition at Close of Period (b) (c)
---------------- ----------- ------------------------------ Date
Bldgs/ Land/Bldg Buildings Accumulated of Date
Description Encumbrances Land Improve Improve Land & Improve Total Deprec. (d) Const Acquired
- ----------- ------------ ---- ------- ------- ---- --------- ----- ----------- ----- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CINCINNATI, OH
Ravenwood Apts $2,140,101 $ 322,000 $ 2,484,825 $ 322,554 $ 322,000 $2,807,379 $3,129,379 $1,318,467 1973 04/30/85
MARIETTA, GA
Savannah Oaks
Apartments 4,344,294 1,239,000 5,009,028 700,641 1,239,000 5,709,669 6,948,669 2,233,350 1973 09/30/86
TUCSON, AZ
Desert Pines
Apartments 3,445,827 1,225,000 4,290,612 1,269,472 1,225,000 5,560,084 6,785,084 2,090,757 1973 02/02/87
ANDERSON, SC
Country Club
Apartments 3,241,552 260,000 4,195,025 404,300 260,000 4,599,325 4,859,325 1,951,453 1973 05/14/86
--------- --------- ---------- --------- --------- ---------- ---------- ---------
Total $13,171,774 $3,046,000 $15,979,490 $2,696,967 $3,046,000 $18,676,457 $21,722,457 $7,594,027
========== ========= ========== ========= ========= ========== ========== ==========
</TABLE>
(a) The cost to the Partnership represents the original purchase price of
the properties.
(b) The aggregate cost of real estate owned at December 31, 1995 for
federal income tax purposes is $21,722,457.
(c) Reconciliation of property:
1993 1994 1995
----------- ----------- -----------
Balance at beginning of period $19,506,900 $20,562,003 $21,325,605
Additions during period
Improvements 224,103 525,602 396,852
Valuation allowance 831,000 238,000 --
----------- ----------- -----------
Balance at end of period $20,562,003 $21,325,605 $21,722,457
=========== =========== ===========
(d) Reconciliation of accumulated depreciation:
Balance at beginning of period $ 5,493,065 $ 6,187,738 $ 6,880,418
Depreciation expense for period 694,673 692,680 713,609
----------- ----------- -----------
Balance at end of period $ 6,187,738 $ 6,880,418 $ 7,594,027
=========== =========== ===========
Depreciation calculated on 5-27.5 year lives.
-12-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 501,306
<SECURITIES> 0
<RECEIVABLES> 43,091
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 811,220
<PP&E> 21,722,457
<DEPRECIATION> 7,594,027
<TOTAL-ASSETS> 15,201,548
<CURRENT-LIABILITIES> 407,406
<BONDS> 13,171,774
0
0
<COMMON> 0
<OTHER-SE> 1,622,368<F1>
<TOTAL-LIABILITY-AND-EQUITY> 15,201,548
<SALES> 0
<TOTAL-REVENUES> 4,379,186
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,232,018
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,274,787
<INCOME-PRETAX> (127,619)
<INCOME-TAX> 0
<INCOME-CONTINUING> (127,619)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (127,619)
<EPS-PRIMARY> (3.30)<F2>
<EPS-DILUTED> 0
<FN>
<F1>This entity is a limited partnership. The Other Stockholders Equity line
represents total Partnership equity.
<F2>The EPS-Primary line represents net loss per limited partnership unit.
</FN>
</TABLE>
